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HomeMy WebLinkAbout1999-11-09; City Council; 15488; Public Works Design Implementation Plan\ . 4 h e CITY OF CARLSBAD -AGENDA BILL r34s+ An 0 B /r//l/ / 4B# /+&f TITLE: APPROVAL OF AGREEMENT FOR PREPARATION OF A PUBLIC WORKS DESIGN VlTG. 11 /g/99 IMPLEMENTATION PLAN DEPT. ENG I MGR.Zg@ CITY RECOMMENDED ACTION: Adopt Resolution No. ?9- fl3 authorizing the Mayor to execute a consultant services agreement with Tamayo Consulting, Inc., for the preparation of a Public Works Design Implementation Plan. ITEM EXPLANATION: In August, 1998 the Council approved an agreement with the Regional Training Center for the services of Michele Tamayo, Inc., Consultant. Her services were needed to assist the Public Works MSA with the extensive reorganization the Department was experiencing. In this initial phase the consultant assisted the Department with developing the organizational structure of the department. This involved the development of an action plan for the implementation of the recommendations that were produced in the design/assessment phase of the program, as well as coordination for the implementation of the Plan. The Public Works MSA is dedicated to maintaining a high level of service to the community as outlined in the City Council Strategic Goal of providing top quality service and the Operational Goal of improving work processes through the use of best technology, information, cross-departmental teams and human resources. In order to continue in this fashion, Public Works has identified two areas which need the continued services of Tamayo Consulting, Inc. The first area includes a business process review of the Development Services Division of the Engineering Department. This will involve development of a team of individuals from both City personnel as well as customers that use the services of the Development Services Division. The team will gather information about the current business process that are in place, review them and make recommendations for improving the effectiveness and efficiency of the Division. The second area will involve the development of a plan to achieve an integrated and coordinated administrative function to serve the Public Works organization. On October 19, 1999 the Council approved an agreement for the services of Gillis and Associates for preliminary and final design of the Public Works Center. Once this Center is complete, the majority of the Public Works personnel will be located at one site. We envision these two projects (development of a coordinated administrative staff and the Public Works Center) will be closely linked, and the consultants will assist staff in coordinating the process. FISCAL IMPACT: The proposed contract amounts to $43,750. This project has been budgeted for, and adequate funds are available, in the Public Works Administration budget. EXHIBITS: 1. Resolution No. ‘?‘?-+?3 2. Consultant Services Agreement with Tamayo Consulting, Inc. 6 7 a 9 10 11 12 13 14 15 16 17 ia 19 20 21 22 23 24 25 26 27 28 - RESOLUTION NO. gg-4g3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, AUTHORIZING EXECUTION OF AN AGREEMENT WITH TAMAYO CONSULTING, INC., FOR THE PREPARATION OF A PUBLIC WORKS DESIGN AND IMPLEMENTATION PLAN WHEREAS, the City Council has determined it is in the City’s best interest to proceed with a Public Works Design and Implementation Plan; and WHEREAS, the City has selected Tamayo Consulting, Inc., to complete this project; and WHEREAS, this project has been budgeted for, and adequate funds are available, in the Public Works Administration budget to conduct the proposed project. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. The Consultant Services Agreement between the City of Carlsbad and Tamayo Consulting, Inc. attached hereto is hereby approved. 3. The Mayor is hereby authorized to execute said Agreement on behalf of the City. PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council heldonthe 9th day of NOVEMBER , 1999 by the following vote, to wit: AYES: Council Members Lewis, Hall, Finnila, Nygaard, and KulcI NOES: None IIATTEST: Al&#iA L.%%&D%NK@lZ, City Clerk KAREN R. KUNDTZ, Assistant City Clerk (SEAL) II -. . AGREEMENT FOR PREPARATION OF A PUBLIC WORKS DESIGN IMPLEMENTATION PLAN THIS AGREEMENT is made and entered into as of the 9th day of NOVEMBER , 19x, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as “City”, and Tamayo Consulting, Inc., hereinafter referred to as “Contractor.” RECITALS City requires the services of an organizational development contractor to provide the necessary consultant services for the preparation of a Public Works Design Implementation Plan; and Contractor possesses the necessary skills and qualifications to provide the services required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. CONTRACTOR’S OBLIGATIONS The Contractor shall provide qualified professional organizational development services as requested by the City including, but not limited to, the development of an integrated and coordinated administrative function to serve the Public Works organization; conduct a business process review of Engineering Development Services and provide executive development to Public Works personnel. Details are more fully described in the attached scope of work. rev. Z/26/99 -1 - 2. CITY OBLIGATIONS The City shall provide appropriate direction and serve as liaison to Contractor. 3. PROGRESS AND COMPLETION The work under this contract will begin within ten (10) days after receipt of notification to proceed by the City and be completed within 365 calendar days of that date. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the Public Works Director. The Public Works Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by City inaction or other agencies’ lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall not exceed $43,750. No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, “Changes in Work.” The City reserves the right to withhold a ten percent (10%) retention until the project has been accepted by the City. 5. DURATION OF CONTRACT This agreement shall extend for a period of one (1) year from date thereof. The contract may be extended by the City Manager for one (1) additional one (1) year period or parts thereof, based upon a review of satisfactory performance and the City’s needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. rev. 2/26/99 -2 - 6. PAYMENT OF FEES Payment of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. 7. FINAL SUBMISSIONS Within 30 days of completion of the review of the Department the Contractor shall deliver to the City a written report of findings and recommended actions. 8. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Contractor or the City, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the City may request a change in contract. Such changes shall be processed by the City in the following manner: A letter outlining the required changes shall be forwarded to the City by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule. A Standard Amendment to Agreement shall be prepared by the City and approved by the City according to the procedures described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the Contractor, to solicit or secure this agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, rev. 2/26/99 -3 - percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this agreement. For breach or violation of this warranty, the City shall have the right to annul this agreement without liability, or, in its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee. 10. NONDISCRIMINATION CLAUSE The Contractor shall comply with the state and federal laws regarding nondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the work as provided for in this contract, the City Manager may terminate this contract for nonperformance by notifying the Contractor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the City and all work in progress to the Public Works Director. The Public Works Director shall make a determination of fact based upon the documents delivered to City of the percentage of work which the Contractor has performed which is usable and of worth to the City in having the contract completed. Based upon that finding as reported to the City Manager, the Manager shall determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the City, the Contractor shall assemble the work product and put same rev. 2/26/99 -4 - in order for proper filing and closing and deliver said product to City. In the event of termination, the Contractor shall be paid for work performed to the termination date; however, the total shall not exceed the lump sum fee payable under paragraph 4. The City Manager shall make the final determination as to the portions of tasks completed and the compensation to be made. 12. CLAIMS AND LAWSUITS The Contractor agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that California Government Code sections 12650 et sea., the False Claims Act, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If the City of Carlsbad seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees. The Contractor acknowledges that the filing of a false claim may subject the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five years. The Contractor acknowledges debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor from the selection process. LZ*Y*Y(lnitial) -5 - rev. 2/26/99 The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. c/ttr f(lnitial) 13. JURISDICTION The Contractor agrees and hereby stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this agreement is San Diego County, California. 14. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor’s own way as an independent Contractor and in pursuit of Contractor’s independent calling, and not as an employee of the City. Contractor shall be under control of the City only as to the result to be accomplished, but shall consult with the City as provided for in the request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the City for any purposes whatsoever. The Contractor is an independent Contractor of the City. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. The City shall not make any federal or state tax withholdings on behalf of the Contractor or its employees or subcontractors. The City shall not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of the Contractor or its employees or subcontractors. The Contractor agrees to indemnify the City within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ rev. 2/26/99 -6 - compensation payment which the City may be required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under this agreement or such indemnification amount may be deducted by the City from any balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and Consultants that are included in this agreement. 15. CONFORMITY TO LEGAL REQUIREMENTS The Contractor shall cause all drawings and specifications to conform to all applicable requirements of law: federal, state and local. Contractor shall provide all necessary supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved plans to any other agencies. 16. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as herein required are the property of the City, whether the work for which they are made be executed or not. In the event this contract is terminated, all documents, plans, specifications, drawings, reports, and studies shall be delivered forthwith to the City. Contractor shall have the right to make one (1) copy of the plans for its records. rev. 2/26/99 -7 - 17. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the work pursuant to this contract shall be vested in City and hereby agrees to relinquish all claims to such copyrights in favor of City. 18. HOLD HARMLESS AGREEMENT Contractor agrees to indemnify and hold harmless the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct, or negligent act, or omission of the contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. 19. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the City. 20. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under this contract by the Contractor, Contractor shall be fully responsible to the City for the acts and omissions of Contractor’s subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this- contract shall create any contractual relationship between any subcontractor of Contractor and the City. The Contractor shall bind every subcontractor and every subcontractor of a -8 - rev. 2/26/99 subcontractor by the terms of this contract applicable to Contractor’s work unless specifically noted to the contrary in the subcontract in question approved in writing by the City. 21. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the City who is authorized in such capacity and on behalf of the City to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 22. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the City, either before, during or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle the Contractor to any additional payment whatsoever under the terms of this contract. 23. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18, “Hold Harmless Agreement,” all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. rev. 2126199 -9 - 24. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written above. 25. CONFLICT OF INTEREST The Contractor shall file a conflict of interest statement with the City Clerk in accordance with the requirements of the City’s conflict of interest code incorporating Fair Political Practices Commission Regulation 18700 as it defines a consultant. The disclosure category shall be categories 1,3, and 4. 26. INSURANCE The Contractor shall obtain and maintain for the duration of the contract and any and all amendments insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the work hereunder by the Contractor, his agents, representatives, employees or subcontractors. Said insurance shall be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best’s Key Rating of not less than “A-:V” and shall meet the City’s policy for insurance as stated in Resolution No. 91-403. A. Coveraaes and Limits. Contractor shall maintain the types of coverages and minimum limits indicated herein, unless a lower amount is approved by the City Attorney or City Manager: rev. 2/26/99 -10 - 1. Comprehensive General Liability Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor’s work for the City). $1 ,OOO,OOO combined single-limit per accident for bodily injury and property damage. 3. Workers’ Compensation and Employer’s Liability. Workers’ Compensation limits as required by the Labor Code of the State of California and Employer’s Liability limits of $1 ,OOO,OOO per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate to the contractor’s profession with limits of not less than $1,000,000 per claim. Coverage shall be maintained for a period of five years following the date of completion of the work. B. Additional Provisions. Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. 1. The City shall be named as an additional insured on all policies excluding Workers’ Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the City before commencement of work. rev. 2/26/99 -11 - 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the City sent by certified mail. 5. If the Contractor fails to maintain any of the insurance coverages required herein, then the City will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order that the required coverages may be maintained. The Contractor is responsible for any payments made by the City to obtain or maintain such insurance and the City may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor under this agreement. 27. RESPONSIBLE PARTIES The name of the persons who are authorized to give written notices or to receive written notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are as follows: For City: Title Name Address Public Works Director Lloyd B. Hubbs 2075 Las Palmas Drive Carlsbad. CA 92009-I 576 For Contractor: Title Name Address Architect/License Number: rev. 2/26/99 -12 - - 28. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carlsbad Business License for the duration of the contract. 29. ENTIRE AGREEMENT This agreement, together with any other written document referred to or contemplated herein, embody the entire agreement and understanding between the parties relating to the subject matter hereof. Neither this agreement nor any provision hereof may be amended, modified, waived or discharged except by an instrument in III III Ill Ill III Ill Ill III Ill Ill Ill Ill Ill Ill Ill Ill rev. 2126199 -13 - - writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. Executed by Contractor this Iy day of oe ‘h /&+I ,19 . 44 CONTRACTOR: TAMAYO CONSULTING, INC. (sign here) ATTEST: (sign here) (print name/title) AWt-HA mENKj?ANZ City Clerk u KAREN R. KUNDTZ, Assistant City Clerk (Proper notarial acknowledgment of execution by Contractor must be attached. Chairman, president or vice-president and secretary, assistant secretary, CFO or assistant treasurer must sign for corporations. Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation.) APPROVED AS TO FORM: RONALD R. BAbL, City Attorney rev. 2/26/99 -14 - State of California ) 1 County of San Diego ) On October 19, before me, Belinda R. Guzman, Notary Public, personally appeared Michele Tamayo, personally known to me to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person, or entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal Signature of Notary (This area for official notary seal) Title or Type of Document Agreement for Preparation of a Public Works Design lmolementation Plan Date of Document October 19, 1999 Signer(s) other than named above None No. of Pages 14 - SCOPEOFWORK Goal: Establish an integrated and coordinated administrative function to serve the Public Works organization Actions: 1. Meet with Linda Lamb to discuss progress, assess existing issues, and finalize scope and project timeline. 2. Meet with Bob G., Doug D. to clarify Admin needs and issues. 3. Meet with Clint to discuss roles and priorities, relation to Linda. 4. Sort out roles and functions for new building. 5. Assist in new building design to support an integrated Admin function. Meet with Gillis re: design. 6. Facilitate meetings for Admin re: roles, responsibilities, teamwork, service. Detailed action plan and timelines will be determined in collaboration with Linda Lamb. Initial meetings to begin in October 1999. . TAMAYOCONSULTING,INC. 3 - C d . 11/83/1999 18:40 7609309W TAMAYO .A PAGE 02 CERTIFICATE OF STATUS DOMESTIC CORPORATION 4 BU JOA!& Secretary ofS&e of the State of G&n& hereby cer$fy: That on the 24th diy of Janukry ‘. . . is94, i. I TAMAYO CONSULTINGI, INC. ” ., ‘. became incorporated under the laws of the State of California by filing its &tic/es of Incorporation in this off@: and That no record exists in this office of a certificate of dissolution of said corporation nor of a court order declaring dissolution thereof. nor of a merger or consolidation which terminated its existence;: and That said corporatian 3 corpomte powers, rights and privileges are not suspended on the records of this ofFice; and That according fo the records of this ofice, the said:Corporatton is authorized to exercise ali its corpomte powers, rights and privileges and is in good regal standing in the State of California; and That nd information is available in this office on the financial condition, business activity or practices of this corporation. IN WITNESS WHEI?EC?F, 1 dxecute $his certificate and affix’the, Great ,Seal of the State of CaliFdrnia this day of July 1,1999 ‘, ‘, l a+ Secretary of State ‘. asp 99 ZCOIO 11/03/1999 18: 40 760930-3 TAMAYO PAGE 03 -ww- Amrr(@ll)S7~ STATEMENT BY DOMESTIC STOCK CORPORATION Cl870215 D II mta 01-31-99 10279s TANAYO CONSULT NO, '1 INC. 5315 AVENDIA ENCINAS #a50 CARLSBAD, CA 92048 ~IbiCLUMNQ DIRECTOR I ‘6. NAME llh STREET KWIIm (00 lmT WE P.O. WV 1. THE NUMBER OF VACANCIES ON ME BOAR0 OF cJWl&6?!?$, !F ANY: I I lo&CnY~ !iTArE 1OC.ZiPcooci - 0 c 11/03/1999 18:40 7609309- TAMAYO PAGE 04 ACTION BY UNANIMOUS WRITTEN CONSENT OF BOARD OF DIRECTORS OF TAMAYO CONSULTING, INC. WHEREAS, it is deemed desirable and in the best interests of this corporation that the following actions be taken by the Directors of this corporation pursuant to this Unanimous Written Consent. , NOW, TEEFORE BE IT RESOLVED that, pursuant to Section 307(b) of the Cafffornia Genera.I Corpomtion Law, the undersigned, being all of the Directors of this I corporation, hereby consent to, approve, and adopt the following: The annual meeting of the Board of Directors of Tamayo ConsuIting, Inc., a California co,rporation, was held at 703 Palomar Airport Road, Suite 230, G&bad, California 92009 on January 29, 1999, at IO:30 a.m. The f?llowing Directors were present at the meeting: Michele A. Tatnayo. ‘Jo Directors were absent. The Chairman called the meeting to order and announced that this ‘meeting was held pursuant to @ written consent It was then moved, seconded, and unanimousljl resolved to dispense with the reading of the minutes of the previous meeting. The Chairman stated that the election of officers was in order. Officers were then elected to serve until the next annual meeting of the Directors, or until their successors are duly elected and qualified. The following nominations were made and seconded: President: ! Chief Finaricial Officer: Secret&y: ~ Michek A, Tamayo Micheie A. Tarnayo Michele A. Tamayo No further nominiztions were m&e, and the persons named above were unanimously elected as officers of the corporation. This unanimous written consent may be executed in one or mote comterparts, each of which shall be an original. and all of which together shall be ‘one and the same instrument. This unanimous written consent shall be filed in the Minute Book of this corporation and become a part of the records of this corporation. Dated: January 29, 1999 @qLL4 0. TM&J MCHELE A. TAh4Ay0, Directofl